Ok here is the current KADB bylaws document for anyone who needs it here.
KENTUCKY ASSOCIATION OF THE DEAF-BLIND
MISSION STATEMENT
The Kentucky Association of the DeafBlind (KADB) will help deafblind people
reach their highest potential, striving to increase the independence,
productivity and integration of deafblind persons into the community.
*** BYLAWS ***
ARTICLE I. NAME
This organization shall be called the Kentucky
Association of the Deaf-Blind (KADB).
ARTICLE II. PURPOSE
KADB is a non-profit organization whose purpose is to
advance the rights and privileges which DeafBlind residents of Kentucky are
entitled including economic, educational, recreational and employment
opportunities as well as social equality.
ARTICLE III. MEMBERSHIP
Section 1 KADB has two categories of membership:
1) Active and 2) Associate;
1.1. Active Membership:
1.1.1 Any deafblind person who
lives in Kentucky (or within 25 miles of its borders) and pays his/her dues
can be an active member.
1.1.2 Active members can make
motions, vote, serve on committees and be officers in KADB and can receive
publications and other mailings in the name of KADB
1.1.3 Active members residing outside of Kentucky for educational
and training purposes but who maintain their Kentucky residency may maintain
their membership.
1.2 Associate Membership:
1.2.1 Any interested
person who lives in Kentucky (or within 25 miles of its borders) and pays
his/her dues can be an associate member.
1.2.2 Associate members
cannot vote or be officers in KADB except for the positions of Secretary and
Treasurer. However, they may serve on, and vote on committees. Associate
members can receive publications and other mailings in the name of KADB.
Section 2 No person shall be denied membership in KADB on
the basis of age, sexual orientation, race, religion, national origin, or
disability.
Section 3 KADB has the right to take appropriate steps to
remove disruptive or abusive member(s) from KADB functions.
ARTICLE IV. OFFICERS
Section 1 The officers of KADB shall be President, 1st Vice
President, 2nd Vice President, Secretary, and Treasurer.
1.1 The President and both Vice Presidents must be Active members for
at least twelve consecutive months before the date of the election and will
be elected by active members of the organization. The twelve-month
membership provision may be waived by a 2/3 vote of the entire board.
1.2 The President and the Vice Presidents must be
citizens of the Commonwealth of Kentucky or reside within 25 miles of its
borders.
2.1 The President of KADB will appoint the Secretary
and Treasurer with advice and consent of the board.
2.2 The Secretary and Treasurer must have been
either Active or Associate members for at least twelve consecutive months
before being appointed to office.
2.3 The Secretary and Treasurer must have the
necessary skills to perform the duties of their office.
2.4 The Secretary and Treasurer are ex officio,
having voice at board meetings but no vote unless they are KADB full
members.
2.5 The Treasurer shall serve as membership chair and
is responsible for maintaining lists of active members and associate members
and determining credentials matters.
If the Treasurer is unavailable prior to and during an
election, she or he may appoint a member of the Board to assume membership
duties on a temporary basis.
Section 2 Terms of Office
2.1 Officers: Officers shall be elected in even
numbered years.
The President and Vice Presidents shall be eligible to serve
no more than three (3) consecutive two-year terms. The secretary will serve
at the Board's discretion.
Should officers not be forthcoming, term limits could be
overridden by the Board by a 2/3 vote of those present and voting.
2.2 Assumption of Office. Officers shall assume
their respective duties effective July 1 of the year they were elected
and/or appointed.
ARTICLE V. BOARD OF DIRECTORS
Section 1 Board of Directors
1.1 The Board shall be comprised of the following:
President, two Vice-Presidents, Secretary, Treasurer and four (4) other
Directors.
1.2 The majority of the Board shall be Active
members.
1.3 All Board members must have been Active/Associate members for at
least twelve consecutive months immediately preceding the date on which they
were elected/appointed.
Section 2 Terms of Office
2.1 Directors shall be eligible to
serve no more than three (3) consecutive two-year terms.
2.1.1 The election of Board members
shall take place every two (2) years in odd numbered years.
2.2 Assumption of Duties. Directors
shall assume their duties effective July 1 of the year they were elected.
Section 3 Resignations must be submitted in writing to the
President or the Secretary.
Section 4 Officers or Directors may be removed for failure to
carry out duties or for other good and sufficient reason by a two-thirds
(2/3) vote of the Board.
Section 5 The Board shall have the power to fill vacancies as
they may occur between elections.
ARTICLE VI. GOVERNANCE
Section 1 Board of Directors
1.1 The Board of Directors shall have general
control of the affairs of KADB.
1.2 The Board shall be responsible for carrying out the mandates of the
membership.
Section 2 Finances
2.1 Expenditures of KADB shall be approved by the Board.
ARTICLE VII. ELECTION
Section 1 Nominating Committee
1.1 The Nominating Committee shall
be appointed by the President with the approval of the Board.
1.2 The Nominating Committee shall include three members consisting of at
least one active member and one associate member. Members on the Nominating
Committee shall not run for any office or position in KADB while serving on
this committee.
Section 2 Eligibility Criteria
2.1 Officers and directors must have been
active members for at least twelve consecutive months immediately preceding
the date of their election.
2.2 Officers and Directors must have
their dues paid preceding the date of their election.
2.3 The President, Vice Presidents
and all other members of the Board of Directors must be residents of the
Commonwealth of Kentucky or reside within 25 miles of its border.
Section 3 Voting
The treasurer serves as membership chair and will make any credential
decisions concerning category of membership an will maintain a list of
eligible voters. All credential decisions will be made prior to elections.
3.1 Candidates selected by the
Nominating Committee will be introduced prior to voting.
In addition to the slate proposed by the Nominating Committee, nominations
will be accepted from the floor. One may nominate oneself or be nominated by
someone else.
Nominations from the floor and voting are limited to active members.
Once nominations from the floor have been received, each candidate will have
an opportunity to state his or her qualifications for the office sought.
3.2 Voting shall be done by written ballot at the
retreat.
If the full slate of nominations by the committee is accepted or there is
only one candidate for an office, a voice vote shall be taken or a division
of the house will be employed, and a show of hands would determine the
outcome.
3.3 The Nominating Committee shall tally the
ballots or count the votes and report the results to the President.
3.4 The President shall announce the
winners before the end of the retreat.
ARTICLE VIII.
Section 1 Board Meetings
1.1 Board members shall meet at least four times per
year either in person or by conference call.
1.2 The President may conduct official electronic board meetings at any
time if all board members agree and have access to computers or smartphones.
Section 2 A quorum at the Board meeting shall be a
majority of active Board members.
Section 3 "ROBERTS' RULES OF ORDER, REVISED" shall be the basis
for settling all questions not accounted for in these Bylaws.
ARTICLE IX. COMMITTEES
Section 1 The standing committees of KADB shall be the Nominating
Committee and the Support Service Provider Committee.
Section 2 The President shall appoint other committees
as needed to conduct KADB business.
Section 3 Each committee shall have one or more board
members and one or more non-board members to serve on the committee.
Section 4 The President, in consultation with the Board,
will have the option of appointing an executive director.
ARTICLE X. AMENDMENTS
Section 1 The current Bylaws may be amended with a two-thirds vote
of the general Active membership.
2.1 Amendments may be submitted by the Board
or may be developed by a committee of KADB. They will then be presented at a
KADB meeting at which 50% of active membership is present. If the amendment
receives two-thirds (2/3) vote of active membership, the amendment shall be
approved.
2.2 All active members shall be duly notified
of the proposed amendments prior to the meeting at which voting will take
place.
2.3 A copy of KADB's current by-laws shall be
distributed to active members upon request.
2.4 The President shall announce the results
of the ballots.
ARTICLE XI. DISSOLUTION
Section 1 KADB may be dissolved by a vote of two-thirds (2/3) of
the current voting members.
Section 2 If KADB is dissolved; all outstanding debts will be
paid. Any remaining assets of KADB will be passed on to one or more
organizations which are exempt from Federal tax under the provisions of
Section 501 (c) (3) of the Internal Revenue Code.
2.1 The Board of Directors will
determine how and to whom these assets will be given.
As Rick has stated we should probably think about replacing article III
Section 3 about removing a member with an article of its own about
disciplinary action. Also another issue where it states about the secretary
being able to serve as long as the board says it should also say this about
the treasurer too. So far these are a couple of items that need to be
changed and updated. I like Rick's language so far. Still thoughts?